Common use of Permitted Conduct Clause in Contracts

Permitted Conduct. Nothing in this Agreement shall prohibit or restrict the Executive from lawfully (i) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by any governmental or regulatory agency, entity, or official(s) (collectively, “Governmental Authorities”) regarding a possible violation of any law; (ii) responding to any inquiry or legal process directed to the Executive individually (and not directed to the Company and/or its subsidiaries) from any such Governmental Authorities; (iii) testifying, participating or otherwise assisting in an action or proceeding by any such Governmental Authorities relating to a possible violation of law; or (iv) making any other disclosures that are protected under the whistleblower provisions of any applicable law. Additionally, pursuant to the federal Defend Trade Secrets Act of 2016, the Executive shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (A) is made (1) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (2) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made to the Executive’s attorney in relation to a lawsuit for retaliation against the Executive for reporting a suspected violation of law; or (C) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Nor does this Agreement require the Executive to obtain prior authorization from the Company before engaging in any conduct described in this paragraph, or to notify the Company that the Executive has engaged in any such conduct.

Appears in 2 contracts

Samples: Employment Agreement (Lifetime Brands, Inc), Employment Agreement (Lifetime Brands, Inc)

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Permitted Conduct. Nothing in this Agreement shall prohibit or restrict the Executive from lawfully lawfully: (ia) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by any governmental or regulatory agency, entity, or official(s) (collectively, "Governmental Authorities") regarding a possible violation of any law; (iib) responding to any inquiry or legal process directed to the Executive individually (and not directed to the Company and/or its subsidiaries) from any such Governmental Authorities; (iiic) testifying, participating or otherwise assisting in an action or proceeding by any such Governmental Authorities relating to a possible violation of law; or (ivd) making any other disclosures that are protected under the whistleblower provisions of any applicable law. Additionally, pursuant to the federal Defend Trade Secrets Act of 2016, the Executive shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (Aa) is made (1i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (2ii) solely for the purpose of reporting or investigating a suspected violation of law; or (Bb) is made to the Executive’s 's attorney in relation to a lawsuit for retaliation against the Executive for reporting a suspected violation of law; or (Cc) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Nor does this Agreement require the Executive to obtain prior authorization from the Company before engaging in any conduct described in this paragraph, or to notify the Company that the Executive has engaged in any such conduct.

Appears in 2 contracts

Samples: Executive Severance Agreement (RCM Technologies Inc), Release and Separation Agreement (RCM Technologies Inc)

Permitted Conduct. Nothing in this Agreement shall prohibit or restrict the Executive Participant from lawfully (ia) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by any governmental or regulatory agency, entity, or official(s) (collectively, “Governmental Authorities”) regarding a possible violation of any law; (iib) responding to any inquiry or legal process directed to the Executive Participant individually (and not directed to the Company and/or its subsidiariesEmployer) from any such Governmental Authorities; (iiic) testifying, participating or otherwise assisting in an action or proceeding by any such Governmental Authorities relating to a possible violation of law; or (ivd) making any other disclosures that are protected under the whistleblower provisions of any applicable law. Additionally, pursuant to the federal Defend Trade Secrets Act of 2016, the Executive Participant shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (Ai) is made (1A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (2B) solely for the purpose of reporting or investigating a suspected violation of law; or (Bii) is made to the ExecutiveParticipant’s attorney in relation to a lawsuit for retaliation against the Executive Participant for reporting a suspected violation of law; or (Ciii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Nor does this Agreement require the Executive Participant to obtain prior authorization from the Company Employer before engaging in any conduct described in this paragraph, or to notify the Company Employer that the Executive has Participant engaged in any such conduct.

Appears in 2 contracts

Samples: Restricted Stock Unit Agreement (Savers Value Village, Inc.), Nonqualified Stock Option Grant Agreement (Savers Value Village, Inc.)

Permitted Conduct. Nothing in this Agreement shall prohibit or restrict the Executive you from lawfully (iA) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by any governmental government or regulatory agency, entity, or official(s) (collectively, “Governmental Authorities”) regarding a possible violation of any law; (iiB) responding to any inquiry or legal process directed directly to the Executive you individually (and not directed to the Company and/or its subsidiariesCompany) from any such Governmental Authorities; (iiiC) testifying, participating or otherwise assisting in an action or proceeding by any such Governmental Authorities relating to a possible violation of law; or (ivD) making any other disclosures that are protected under the whistleblower provisions of any applicable law. Additionally, pursuant to the federal Defend Trade Secrets Act of 2016, the Executive you shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (Aa) is made (1i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (2ii) solely for the purpose of reporting or investigating a suspected violation of law; or (Bb) is made to the Executive’s your attorney in relation to a lawsuit for retaliation against the Executive you for reporting a suspected violation of law; or (Cc) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Nor does this Agreement require the Executive you to obtain prior authorization from the Company before engaging in any conduct described in this paragraphParagraph, or to notify the Company that the Executive has you have engaged in any such conduct.

Appears in 1 contract

Samples: Separation and General Release Agreement (Marlin Business Services Corp)

Permitted Conduct. Nothing in this Agreement shall prohibit or restrict the Executive you from lawfully lawfully: (ia) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by any governmental government or regulatory agency, entity, or official(s) (collectively, “Governmental Authorities”) regarding a possible violation of any law; (iib) responding to any inquiry or legal process directed directly to the Executive you individually (and not directed to the Company and/or its subsidiariesCompany) from any such Governmental Authorities; (iiic) testifying, participating or otherwise assisting in an action or proceeding by any such Governmental Authorities relating to a possible violation of law; or (ivd) making any other disclosures that are protected under the whistleblower provisions of any applicable law. Additionally, pursuant to the federal Defend Trade Secrets Act of 2016, the Executive you shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (Aa) is made (1i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (2ii) solely for the purpose of reporting or investigating a suspected violation of law; or (Bb) is made to the Executive’s your attorney in relation to a lawsuit for retaliation against the Executive you for reporting a suspected violation of law; or (Cc) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Nor does this Agreement require the Executive you to obtain prior authorization from the Company before engaging in any conduct described in this paragraphParagraph, or to notify the Company that the Executive has you have engaged in any such conduct.

Appears in 1 contract

Samples: Separation and General Release Agreement (Marlin Business Services Corp)

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Permitted Conduct. Nothing in this Agreement shall prohibit or restrict the Executive you from lawfully (iA) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by any governmental or regulatory agency, entity, or official(s) (collectively, “Governmental Authorities”) regarding a possible violation of any law; (iiB) responding to any inquiry or legal process directed to the Executive you individually (and not directed to the Company and/or its subsidiaries) from any such Governmental Authorities; (iiiC) testifying, participating or otherwise assisting in an action or proceeding by any such Governmental Authorities relating to a possible violation of law; or (ivD) making any other disclosures that are protected under the whistleblower provisions of any applicable law. Additionally, pursuant to the federal Defend Trade Secrets Act of 2016, the Executive you shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (Aa) is made (1i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (2ii) solely for the purpose of reporting or investigating a suspected violation of law; or (Bb) is made to the Executive’s your attorney in relation to a lawsuit for retaliation against the Executive you for reporting a suspected violation of law; or (Cc) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Nor does this Agreement require the Executive you to obtain prior authorization from the Company before engaging in any conduct described in this paragraph, or to notify the Company that the Executive has you have engaged in any such conduct.

Appears in 1 contract

Samples: Letter of Agreement (Colgate Palmolive Co)

Permitted Conduct. Nothing in this Agreement shall prohibit or restrict the Executive Optionee from lawfully (ia) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by any governmental or regulatory agency, entity, or official(s) (collectively, “Governmental Authorities”) regarding a possible violation of any law; (iib) responding to any inquiry or legal process directed to the Executive Optionee individually (and not directed to the Company and/or its subsidiariesCompany) from any such Governmental Authorities; (iiic) testifying, participating or otherwise assisting in an action or proceeding by any such Governmental Authorities relating to a possible violation of law; or (ivd) making any other disclosures that are protected under the whistleblower provisions of any applicable law. Additionally, pursuant to the federal Defend Trade Secrets Act of 2016, the Executive Optionee shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (Ai) is made (1A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (2B) solely for the purpose of reporting or investigating a suspected violation of law; or (Bii) is made to the ExecutiveOptionee’s attorney in relation to a lawsuit for retaliation against the Executive Optionee for reporting a suspected violation of law; or (Ciii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Nor does this Agreement require the Executive Optionee to obtain prior authorization from the Company before engaging in any conduct described in this paragraph, or to notify the Company that the Executive has Optionee engaged in any such conduct.

Appears in 1 contract

Samples: Form of Option Agreement (Savers Value Village, Inc.)

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